1. DESCRIPTION OF BUSINESS

Organization

Cutaia Media Group, LLC (“CMG”) was a limited liability company formed on December 12, 2012 under the laws of the state of Nevada. On May 19, 2014, bBooth, Inc. was incorporated under the laws of the state of Nevada. On May 19, 2014, CMG was merged into bBooth, Inc. pursuant to a Plan of Merger unanimously approved by the members of CMG. On October 17, 2014, bBooth, Inc. changed its name to bBooth (USA), Inc. (“bBooth”). The operations of CMG and bBooth are collectively referred to as the “Company.”

On October 16, 2014, the Company completed a Share Exchange Agreement with Global System Designs, Inc. (“GSD”) (see Note 5). On October 16, 2014, the Company completed a Share Exchange Agreement with Global System Designs, Inc. (“GSD”). In connection with the closing of the Share Exchange Agreement, all of GSD’s prior management resigned and were replaced by management nominated by the Company, and shareholders of the Company were issued shares of GSD common stock that constituted approximately 83% of GSD’s issued and outstanding shares at the closing date. As a result, the Share Exchange Agreement has been treated as a reverse merger transaction, with the Company as the acquirer for accounting purposes. Consequently, the assets and liabilities and the historical operations that are reflected in these financial statements for periods ended prior to the closing of the Share Exchange Agreement are those of bBooth.

In connection with the Share Exchange Agreement, GSD changed its name to bBooth, Inc. GSD also effected a two for one forward stock split of its authorized and issued and outstanding common shares. As a result, GSD’s authorized capital of common stock increased from 100,000,000 shares of common stock with a par value of $0.0001 per share to 200,000,000 shares of common stock with a par value of $0.0001 per share and its outstanding shares of common stock increased from 5,825,000 shares to 11,650,000 common shares outstanding immediately prior to the merger. The 15,000,000 shares of preferred stock with a par value of $0.0001 per share authorized under its capital structure were unchanged in connection with the forward stock split of its common shares. All references to number of shares and per share amounts included in this report give effect to the reverse stock split.

Nature of Business

The Company was engaged primarily in the manufacture and operation of Internet connected, broadcast-quality portable recording studios, branded and marketed as “bBooth,” which were integrated into a social media, messaging, gaming, music streaming and video sharing app. The bBooth portable television studios were deployed to shopping malls and other high-traffic venues in the United States.

The Company’s business has evolved from one based primarily on our mall-based bBooth kiosks and mobile apps, narrowly focused on talent discovery, to a cloud-based, enterprise level platform, tentatively branded as NOTIFI, developed to address a much larger target market that includes corporate users, consumer brands, and media companies, among others, seeking large scale internal and external messaging and communications capabilities. Offered through bBoothTech, our new technology licensing division, the NOTIFI platform is a fully integrated mobile, desktop, and web-based application, with robust back-end administration and data collection capabilities, designed to provide small, medium and large-scale enterprise users, among others, with the ability to send, receive and manage enhanced, media-rich, highly-engaging messaging for both internal and external communications, as well as for interactive online training and teaching applications.